19) GUARANTOR CONDENSED CONSOLIDATING FINANCIAL DATA

Our obligations under the Senior Notes are fully and unconditionally guaranteed on a senior unsecured basis, jointly and severally, by each current and future domestic restricted subsidiary, other than excluded subsidiaries that guarantee any indebtedness of Chemtura or our restricted subsidiaries. Our subsidiaries that do not guarantee the Senior Notes are referred to as the “Non-Guarantor Subsidiaries.” The Guarantor Condensed Consolidating Financial Data presented below presents the statements of operations, statements of comprehensive (loss) income, balance sheets and statements of cash flow for: (i) Chemtura Corporation (the “Parent Company”), the Guarantor Subsidiaries and the Non-Guarantor Subsidiaries on a consolidated basis (which is derived from Chemtura historical reported financial information); (ii) the Parent Company, alone (accounting for our Guarantor Subsidiaries and the Non-Guarantor Subsidiaries on an equity basis under which the investments are recorded by each entity owning a portion of another entity at cost, adjusted for the applicable share of the subsidiary’s cumulative results of operations, capital contributions and distributions, and other equity changes); (iii) the Guarantor Subsidiaries alone; and (iv) the Non-Guarantor Subsidiaries alone.

Condensed Consolidating Statement of Operations

Quarter ended March 31, 2013

(In millions)

	Consolidated			Eliminations			Parent Company			Guarantor Subsidiaries			Non- Guarantor Subsidiaries
Net sales	$	606		$	(417	)	$	365		$	159		$	499
Cost of goods sold	480			(417		)	297			137			463
Selling, general and administrative	70			—			31			11			28
Depreciation and amortization	31			—			7			13			11
Research and development	9			—			3			2			4
Facility closures, severance and related costs	14			—			6			—			8
Equity loss	2			—			—			—			2
Operating income (loss)	—			—			21			(4		)	(17		)
Interest expense	(16		)	—			(17		)	—			1
Other income, net	3			—			1			—			2
Equity in net loss of subsidiaries	—			25			(25		)	—			—
Loss from continuing operations before income taxes	(13		)	25			(20		)	(4		)	(14		)
Income tax expense	(8		)	—			(1		)	—			(7		)
Loss from continuing operations	(21		)	25			(21		)	(4		)	(21		)
Loss from discontinued operations, net of tax	(2		)	—			(2		)	—			—
Net loss attributable to Chemtura	$	(23	)	$	25		$	(23	)	$	(4	)	$	(21	)

Condensed Consolidating Statement of Comprehensive Loss

Quarter ended March 31, 2013

(in millions)

	Consolidated			Eliminations		Parent Company			Guarantor Subsidiaries			Non- Guarantor Subsidiaries
Net loss	$	(23	)	$	25	$	(23	)	$	(4	)	$	(21	)
Other comprehensive loss, net of tax
Foreign currency translation adjustments	(23		)	—		14			(2		)	(35		)
Unrecognized pension and other post-retirement benefit costs	(1		)	—		1			—			(2		)
Comprehensive loss attributable to Chemtura	$	(47	)	$	25	$	(8	)	$	(6	)	$	(58	)

Condensed Consolidating Balance Sheet

As of March 31, 2013

(In millions)

	Consolidated		Eliminations			Parent Company		Guarantor Subsidiaries		Non- Guarantor Subsidiaries
ASSETS
Current assets	$	1,614	$	—		$	464	$	259	$	891
Intercompany receivables	—		(9,414		)	3,715		3,208		2,491
Investment in subsidiaries	—		(8,623		)	1,661		1,633		5,329
Property, plant and equipment	734		—			123		279		332
Goodwill	173		—			92		3		78
Other assets	503		—			132		168		203
Total assets	$	3,024	$	(18,037	)	$	6,187	$	5,550	$	9,324
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities	$	544	$	—		$	212	$	80	$	252
Intercompany payables	—		(9,414		)	3,787		3,487		2,140
Long-term debt	882		—			876		—		6
Other long-term liabilities	572		—			286		57		229
Total liabilities	1,998		(9,414		)	5,161		3,624		2,627
Stockholders’ equity	1,026		(8,623		)	1,026		1,926		6,697
Total liabilities and stockholders’ equity	$	3,024	$	(18,037	)	$	6,187	$	5,550	$	9,324

Condensed Consolidating Statement of Cash Flows

Quarter ended March 31, 2013

(In millions)

	Consolidated			Eliminations			Parent Company			Guarantor Subsidiaries			Non- Guarantor Subsidiaries
Increase (decrease) to cash
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(23	)	$	25		$	(23	)	$	(4	)	$	(21	)
Adjustments to reconcile net loss to net cash (used in) provided by operations:
Depreciation and amortization	32			—			7			13			12
Stock-based compensation expense	5			—			5			—			—
Changes in assets and liabilities, net	(89		)	(25		)	(67		)	3			—
Net cash (used in) provided by operations	(75		)	—			(78		)	12			(9		)
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures	(49		)	—			(3		)	(12		)	(34		)
Net cash used in investing activities	(49		)	—			(3		)	(12		)	(34		)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from other long-term borrowings	13			—			7			—			6
Payments on other long-term borrowings	(1		)	—			—			—			(1		)
Proceeds from the exercise of stock options	1			—			1			—			—
Net cash provided by financing activities	13			—			8			—			5
CASH AND CASH EQUIVALENTS
Effect of exchange rates on cash and cash equivalents	(2		)	—			—			—			(2		)
Change in cash and cash equivalents	(113		)	—			(73		)	—			(40		)
Cash and cash equivalents at beginning of period	365			—			193			—			172
Cash and cash equivalents at end of period	$	252		$	—		$	120		$	—		$	132

Condensed Consolidating Statement of Operations

Quarter ended March 31, 2012

(In millions)

	Consolidated			Eliminations			Parent Company			Guarantor Subsidiaries			Non- Guarantor Subsidiaries
Net sales	$	618		$	(429	)	$	367		$	164		$	516
Cost of goods sold	455			(429		)	288			144			452
Selling, general and administrative	79			—			29			11			39
Depreciation and amortization	29			—			7			12			10
Research and development	12			—			5			2			5
Change in estimates related to expected allowable claims	2			—			2			—			—
Equity loss	1			—			—			—			1
Operating income (loss)	40			—			36			(5		)	9
Interest expense	(14		)	—			(17		)	1			2
Other expense, net	(3		)	—			(3		)	—			—
Reorganization items, net	(2		)	—			(2		)	—			—
Equity in net earnings of subsidiaries	—			(5		)	5			—			—
Earnings (loss) before income taxes	21			(5		)	19			(4		)	11
Income tax benefit	1			—			—			—			1
Earnings (loss) from continuing operations	22			(5		)	19			(4		)	12
Earnings (loss) from discontinued operations, net of tax	—			—			3			—			(3		)
Net earnings (loss) attributable to Chemtura	$	22		$	(5	)	$	22		$	(4	)	$	9

Condensed Consolidating Statement of Comprehensive Income (Loss)

Quarter ended March 31, 2012

(In millions)

	Consolidated		Eliminations			Parent Company			Guarantor Subsidiaries			Non- Guarantor Subsidiaries
Net earnings (loss)	$	22	$	(5	)	$	22		$	(4	)	$	9
Other comprehensive income (loss), net of tax
Foreign currency translation adjustments	22		—			(13		)	2			33
Unrecognized pension and other post-retirement benefit costs	2		—			2			—			—
Comprehensive income (loss) attributable to Chemtura	$	46	$	(5	)	$	11		$	(2	)	$	42

Condensed Consolidating Balance Sheet

As of December 31, 2012

(In millions)

	Consolidated		Eliminations			Parent Company		Guarantor Subsidiaries		Non- Guarantor Subsidiaries
ASSETS
Current assets	$	1,612	$	—		$	505	$	213	$	894
Intercompany receivables	—		(9,412		)	3,531		3,065		2,816
Investment in subsidiaries	—		(8,831		)	1,738		1,633		5,460
Property, plant and equipment	719		—			127		277		315
Goodwill	177		—			92		3		82
Other assets	522		—			131		171		220
Total assets	$	3,030	$	(18,243	)	$	6,124	$	5,362	$	9,787
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities	$	511	$	—		$	210	$	69	$	232
Intercompany payables	—		(9,412		)	3,676		3,305		2,431
Long-term debt	871		—			870		—		1
Other long-term liabilities	580		—			300		56		224
Total liabilities	1,962		(9,412		)	5,056		3,430		2,888
Stockholders’ equity	1,068		(8,831		)	1,068		1,932		6,899
Total liabilities and stockholders’ equity	$	3,030	$	(18,243	)	$	6,124	$	5,362	$	9,787

Condensed Consolidating Statement of Cash Flows

Quarter ended March 31, 2012

(In millions)

	Consolidated			Eliminations			Parent Company			Guarantor Subsidiaries			Non- Guarantor Subsidiaries
Increase (decrease) to cash
CASH FLOWS FROM OPERATING ACTIVITIES
Net earnings (loss)	$	22		$	(5	)	$	22		$	(4	)	$	9
Adjustments to reconcile net earnings (loss) to net cash (used in) provided by operations:
Impairment charges	1			—			—			—			1
Depreciation and amortization	33			—			9			12			12
Stock-based compensation expense	7			—			7			—			—
Reorganization items, net	1			—			1			—			—
Changes in estimates related to expected allowable claims	2			—			2			—			—
Equity income	(1		)	—			—			—			(1		)
Changes in assets and liabilities, net	(154		)	5			(123		)	2			(38		)
Net cash (used in) provided by operations	(89		)	—			(82		)	10			(17		)
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures	(29		)	—			(9		)	(10		)	(10		)
Net cash used in investing activities	(29		)	—			(9		)	(10		)	(10		)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from ABL Facility, net	59			—			59			—			—
Payments on other short-term borrowings, net	(1		)	—			—			—			(1		)
Net cash provided by (used in) financing activities	58			—			59			—			(1		)
CASH AND CASH EQUIVALENTS
Effect of exchange rates on cash and cash equivalents	2			—			—			—			2
Change in cash and cash equivalents	(58		)	—			(32		)	—			(26		)
Cash and cash equivalents at beginning of period	180			—			35			—			145
Cash and cash equivalents at end of period	$	122		$	—		$	3		$	—		$	119